Non-Disclosure Agreement Template & Multi-Party Confidentiality - South Africa

Non-Disclosure Agreement Template & Multi-Party Confidentiality - South Africa

(3 or more Parties - Reciprocal Protection)

Who should use a Reciprocal Confidentiality Agreement? A non-disclosure agreement may used if multiple parties need to disclose confidential information to each other, and also want to protect the information and prevent their own sensitive information from being distributed or used by other people.

This is a reciprocal NDA in that information disclosed by all the parties is considered to be confidential and protected under the agreement. If only one person's sensitive information is protected, then view our one-way Confidentiality Agreement.

What does the Confidentiality Agreement say? This template:

• Generally defines what “Confidential Information” is protected;


• Prohibits the Receiving Parties from disclosing the information to others, or using it for their own benefit;


• Includes a non-circumvention clause.

What do you need to do to use the agreement?

• Read the NDA template to ensure that it suits your requirements. Make changes as required.


• Complete all details relating to the Parties.


• Get the NDA signed by all the Parties.

Why use a Multi party non disclosure agreement?

Non Disclosure Agreements (non disclosure agreement NDA) or Confidentiality agreements are commonly used to protect confidential information of the disclosing party, such as intellectual property, trade secrets, and other proprietary information. The purpose of a confidentiality agreement is to establish a confidential relationship between the parties involved, set obligations on the parties and protecting the disclosing party as ell as the other party to the agreement, and to restrict access to confidential information/ confidential data to only those who have a need to know and to whom the confidential information was directly disclosed by the disclosing party.

The Non Disclosure Agreements or confidentiality agreement typically outlines confidential material and what is classified as confidential information, including information relating to the disclosing party's business activities, any proprietary information and such provision creates obligations on the receiving party (party receiving information form the disclosing party) to keep such information confidential to which the two parties agree.

Non disclosure agreements typically cannot guard against information that is is readily available in the public domain as this is not deemed as confidential information nor is it deemed as proprietary information or a trade secret. It does however protect non public business information.

The non disclosure agreement (NDA) may also contain additional clauses, such as a non-compete clause, employee secrecy agreement, which can guard against a former employee divulging confidential information, and provisions for legal remedies in case of a breach of the non disclosure agreement.

Most agreements will include a confidentiality clause that will guard against the disclosure of a trade secret, however such disclosure is better protected with the use of an additional non disclosure agreement.

The NDA/ Non disclosure agreement is a bilateral agreement (known as a bilateral NDA) and the NDA creates a confidential relationship between the parties involved and serves certain purposes such as protecting confidential information of the two companies and other parties thereto.

The confidentiality agreement is deemed confidential and may restrict access to the confidential material to only one party thus keeping the information secret. To gain access to the aforementioned confidential information one may need to apply for a court order .

The agreement may also outline the disclosure period and the steps that the parties will take to protect confidential information and protect sensitive information as well as outlining the laws having bearing on this agreement. If either party (the receiving party or disclosing party) breaches the confidentiality agreement by for example, disclosure of confidential information, or by way of any other provision hereto, the other party may seek legal remedies under the governing laws and take reasonable steps under the governing laws.

Other provisions within this agreement sets out things such as the governmental body in charge of enforcing the laws as it relates to this agreement, what one may disclose, if anything, under the agreement, provisions setting out the repercussions should one company disclose the information of another company or individual protected under this agreement.

The NDA agreement is a legally binding agreement that can protect a company's confidentiality and such information from being disclosed to other parties by the receiving party, including governmental bodies.

The agreement may cover not only tangible materials, but also know-how and other trade secrets specified within the agreement.

A mutual NDA agreement is an agreement between two parties that serves the same purpose, and the agreement places obligations on both parties hereto, while a unilateral NDA is an agreement in which only one party, the disclosing party, is disclosing confidential information to the receiving party and such disclosure is protected as it is a legally binding agreement protecting confidential information form disclosure to others. Thus placing obligations on one party only.

Overall, a non-disclosure agreement or confidentiality agreements can be a valuable tool for businesses looking to protect their confidential and proprietary information as well as protecting trade secrets and holding the other party to their obligations under this agreement. By signing the agreement, the parties involved are legally bound by the entire agreement to keep certain information confidential of the other party and vice versa, which can help prevent the information from being disclosed or used for purposes other than those specified in the agreement.

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